Zoomcar Holdings Faces Delisting Notice

TL;DR

Zoomcar's stock is at risk of being delisted, major board changes happening.

AI Summary

Zoomcar Holdings, Inc. filed an 8-K on January 24, 2025, reporting a notice of delisting or failure to meet continued listing standards. The filing also covers the departure of directors, election of new directors, appointment of officers, and compensatory arrangements. The company's former name was Innovative International Acquisition Corp., with a name change effective March 31, 2021.

Why It Matters

This filing indicates potential delisting from an exchange, which could significantly impact the liquidity and valuation of Zoomcar's stock.

Risk Assessment

Risk Level: high — The company has received a notice of delisting or failure to meet continued listing standards, indicating significant financial or operational distress.

Key Players & Entities

• Zoomcar Holdings, Inc. (company) — Filer
• Innovative International Acquisition Corp. (company) — Former Company Name
• 0001854275 (company) — Central Index Key
• ZCAR (company) — Ticker Symbol

FAQ

Key Financial Figures

• $0.0001 — ch registered Common Stock, par value $0.0001 per share ZCAR The Nasdaq Stock Mar
• $571 — one share of Common Stock at a price of $571, subject to adjustment ZCARW The Na
• $15,000,000 — s for the Company was below the minimum $15,000,000 required for continued listing on The N
• $350,000 — of the Company, was reduced by 50% from $350,000 per annum to $175,000 per annum, with a
• $175,000 — duced by 50% from $350,000 per annum to $175,000 per annum, with a retroactive effective

Filing Documents

• ea0228619-8k_zoomcar.htm (8-K) — 34KB
• 0001213900-25-006510.txt ( ) — 253KB
• zcar-20250117.xsd (EX-101.SCH) — 4KB
• zcar-20250117_def.xml (EX-101.DEF) — 26KB
• zcar-20250117_lab.xml (EX-101.LAB) — 36KB
• zcar-20250117_pre.xml (EX-101.PRE) — 25KB
• ea0228619-8k_zoomcar_htm.xml (XML) — 6KB

01. Notice of Delisting or Failure to

Item 3.01. Notice of Delisting or Failure to Satisfy a Continued Listing Rule or Standard; Transfer of Listing. As previously reported in the Company's Current Report on Form 8-K, filed with the Securities and Exchange Commission (the "Commission") on July 26, 2024, Zoomcar Holdings, Inc. (the "Company") received a notice from the staff ("Staff") of The Nasdaq Stock Market LLC ("Nasdaq"), notifying the Company that for the previous 30 consecutive business days, the market value of publicly held shares for the Company was below the minimum $15,000,000 required for continued listing on The Nasdaq Global Market as set forth in Nasdaq Listing Rule 5450(b)(2)(C) (the "MVPHS Rule"). Under Nasdaq Listing Rule 5810(c)(3)(D), the Company was provided a period of 180 calendar days (or until January 21, 2025) to regain compliance with the MVPHS Rule. The Company did not regain compliance with the MVPHS Rule within the 180-day compliance period. In addition, the Company is currently noncompliant with certain other continued listing requirements of The Nasdaq Global Market and presented a compliance plan to a Nasdaq Hearing Panel (the "Panel") on January 9, 2025. On January 23, 2025, the Company received a further notice from the Staff, notifying the Company that its failure to regain compliance with the MVPHS Rule serves as an additional basis for delisting the Company's securities from The Nasdaq Stock Market, and that the Panel will consider this matter in their decision regarding the Company's continued listing on The Nasdaq Global Market. The notice provided that the Company has until January 30, 2025, to present its views with respect to this additional deficiency to the Panel in writing. The Company intends to timely present its plan of compliance to the Panel, which may include a transfer to The Nasdaq Capital Market. However, there can be no assurance that the Company's appeal of the Panel's delisting determination will be successful.

02. Departure of Directors or Certain

Item 5.02. Departure of Directors or Certain Officers; Election of Directors; Appointment of Certain Officers; Compensatory Arrangements of Certain Officers. On January 17, 2025, the board of directors (the "Board") of the Company approved a change in the designation of Sachin Gupta, from Interim Chief Financial Officer to Chief Financial Officer, effective immediately. As previously reported in the Company's Current Report on Form 8-K, filed with the SEC on July 26, 2024, on June 25, 2024, the salary for Hiroshi Nishijima, the Acting Chief Executive Officer of the Company, was reduced by 50% from $350,000 per annum to $175,000 per annum, with a retroactive effective date of June 1, 2024. On January 17, 2025, the Board approved the restoration of Mr. Nishijima's salary to $350,000 per annum, with a retroactive effective date of January 1, 2025.

01 Financial Statements and Exhibits

Item 9.01 Financial Statements and Exhibits. (c) Exhibits Exhibit Number Description 104 Cover Page Interactive Data File (formatted as inline XBRL) # Certain portions of this exhibit have been omitted because the omitted information is (i) not material and (ii) would likely cause competitive harm to the Company if publicly disclosed. 1 SIGNATURE Pursuant to the requirements of the Securities Exchange Act of 1934, as amended, the registrant has duly caused this report to be signed on its behalf by the undersigned hereunto duly authorized. Dated: January 24, 2025 Zoomcar Holdings, Inc. By: /s/ Hiroshi Nishijima Name: Hiroshi Nishijima Title: Acting Chief Executive Officer 2

View Full Filing

View this 8-K filing on SEC EDGAR